The year just completed was a banner year for IPOs in the U.S., with more companies completing their initial public offerings on U.S. exchanges in 2014 than in any year since 2000 (as detailed here). But as I have previously noted (here), with an increase in IPO activity comes the likelihood of
Big Developments in the Massive Market Manipulation Cases
The global financial markets have been rocked in recent years by revelations of market manipulations involving personnel from some of the world’s largest financial institutions. The scandals have included alleged manipulation of the Libor benchmark rates, of the foreign exchange benchmark rates, and of the metals trading markets. Relatedly, there have also
Another Litigation Reform Bylaw Variant: The Minimum Stake to Sue Bylaw
In prior posts, I have noted the growing phenomenon of companies adopting various types of bylaws as a self-help version of litigation reform. Delaware’s courts have already approved the facially validity of both forum-selection bylaws and of fee-shifting bylaws, although measures pending in Delaware legislature in 2015 could address the fee-shifting bylaw. Other
Guest Post: Hack to the Future: Ten Cyber Risk Developments Watch in 2015
![Boeck_head_shot[1]](https://www.dandodiary.com/wp-content/uploads/sites/893/2015/01/Boeck_head_shot1.jpg)
Without a doubt, during 2014, cyber security emerged as one of the critical topics for discussion. In the following guest post, Bill Boeck, who is senior legal and claim resource worldwide for cyber and executive risk coverages and claims at Lockton Financial Service, takes a look at the top cyber risk developments to watch in
Advisen Releases 2014 Corporate and Securities Litigation Report
New corporate and securities lawsuit filings and enforcement actions were down for the third consecutive year in 2014, according to the latest annual report from the insurance information firm, Advisen. According to the report, which is entitled “D&O Claims Trends: 2014 End of Year Wrap-Up,” and which can be found here, the decrease in
Cornerstone Research: Securities Suit Filings Holding Steady But Cases Are Smaller and Involve Smaller Companies
The number of securities class action lawsuit filings in 2014 was about the same as in 2013, but the cases that were filed were smaller than in the past, according to the annual securities litigation report from Cornerstone Research. However, the likelihood that a public company will be the subject of a filing remained above
Germany in January
The D&O Diary was on assignment in Germany this past week, with stops for meetings in Cologne and for a conference in Frankfurt. January, it turns out, is a less than optimal month in which to visit Northern Europe. The conditions are generally cold, grey and dark. When composing their timeless folk tales the Brothers
Executive Compensation: Do Clawbacks Lead to Certain Types of Earnings Manipulation?
When Congress enacted stiff executive compensation clawbacks as part of the Dodd-Frank Act, the assumption was that the adoption of these kinds of measures would reduce the number of corporate restatements and increase investor confidence in financial reports. However, a new study focused on companies that have adopted clawback measures suggests that these gains may
NERA Securities Litigation Report: Filings Flat, Number and Value of Settlements Plunge
The number of securities class action filings in 2014 was level with recent years’ filings but the number and dollar value of settlements during the year plunged, according to the latest annual report from NERA Economic Consulting. This year’s report is quite detailed and contains a number of new analyses of lawsuit filings and case
Fiduciary Duty as a Source of Board Focus for Long-Term Shareholder Value Creation
The fiduciary duties of members of corporate boards are usually invoked in connection with directors’ potential liability exposures. However, in their January 2015 Harvard Business Review article entitled “Where Boards Fall Short” (here), Dominic Barton, global managing director of McKinsey & Co., and Mark Wiseman, President and CEO of the Canada